Terms of Service

Effective Date: July 22, 2026 Last Updated: July 22, 2026

These Terms of Service (the "Terms") are a binding agreement between Immune Security Inc., a Delaware corporation doing business as Respawn, with an address at 2261 Market Street STE 69202, San Francisco, CA 94114 ("Respawn," "we," "us," or "our"), and the entity or person accessing or using the Service ("Customer," "you," or "your"). By accessing the website at respawnit.com (the "Site"), signing an Order Form that references these Terms, or accessing or using the Service, you agree to these Terms. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity.

1. The Service

Respawn provides an AI-powered resilience platform for enterprise cloud infrastructure (the "Service"). The Service connects to Customer's designated cloud environments — agentlessly and on a read-only basis unless otherwise agreed in an Order Form — and:

  • builds and maintains a continuously updated graph of Customer's applications, services, configurations, dependencies, and failure paths (the "recovery graph");

  • continuously tests the availability, failover behavior, and recoverability of Customer's designated systems;

  • identifies recovery and availability risks (including recovery kill chains), traces root causes, and routes recommended remediations to Customer's designated owners through integrations such as Slack, Microsoft Teams, or Customer's ticketing system;

  • retests remediated issues to verify resolution; and

  • generates reports and evidence that Customer may use for internal, audit, insurance, and compliance purposes.

The specific scope, term, and fees for the Service (including pilot engagements such as a Recovery Kill Chain Assessment and annual licenses) are set out in one or more mutually executed order forms ("Order Forms"). Each Order Form incorporates these Terms. In the event of a conflict between an Order Form and these Terms, these Terms prevail unless the Order Form expressly states that it supersedes a specific provision. The Service may also include advisory services provided by Respawn personnel as described in an Order Form.

2. Access and Accounts

Customer and its authorized users must provide accurate registration information and keep it current. Customer is responsible for maintaining the confidentiality of its credentials and for all activity under its accounts. Customer will use strong passwords, enable multi-factor authentication where available, and notify Respawn promptly at support@respawnit.com of any suspected unauthorized access.

3. Customer Environment Authorization

Customer represents and warrants that it has all rights, consents, and authorizations necessary to connect the Service to the cloud environments, accounts, and systems it designates, and to permit the Service to scan, test, and analyze those environments as described in these Terms and the applicable Order Form. Customer will scope the credentials and permissions it grants to the Service to the environments covered by the applicable Order Form. Respawn will use access to Customer environments solely to provide the Service, in accordance with Section 6 (Customer Data) and the documentation.

4. Acceptable Use

Customer will not, and will not permit any third party to: (a) use the Service to violate applicable law or the rights of any third party; (b) attempt to gain unauthorized access to the Service or its related systems; (c) reverse engineer, decompile, or disassemble the Service, except to the extent such restriction is prohibited by law; (d) use the Service to build, or assist a third party in building, a competing product or service; (e) resell, sublicense, or provide the Service to third parties except as expressly permitted in an Order Form; (f) introduce malware or other harmful code into the Service; or (g) use the Service to scan, test, or access any environment or system that Customer is not authorized to access.

5. Fees and Payment

Customer will pay the fees set out in each Order Form. Unless the Order Form states otherwise, Respawn will invoice Customer (including via Stripe) and invoices are due within thirty (30) days of the invoice date. Except as required by law or expressly stated in an Order Form, fees are non-refundable. Amounts are exclusive of taxes, and Customer is responsible for all applicable taxes other than taxes on Respawn's net income. Respawn may suspend the Service for accounts with overdue amounts after reasonable notice. Pricing changes will not apply during a then-current committed term and will be communicated at least thirty (30) days before taking effect.

6. Customer Data

"Customer Data" means data, configurations, findings, telemetry, and other information collected from or about Customer's environments through the Service, and any other data Customer submits to the Service. As between the parties, Customer owns all Customer Data. Respawn will access and use Customer Data solely to provide, maintain, secure, and improve the Service, to comply with law, and as otherwise instructed by Customer. Respawn will protect Customer Data using industry-standard administrative, technical, and organizational safeguards, and will treat Customer Data (including security and recovery findings about Customer's environments) as Customer's Confidential Information. Respawn may use data derived from Customer's use of the Service in aggregated or de-identified form — in a manner that does not identify Customer or any individual and does not reveal Customer's Confidential Information — to operate, benchmark, and improve the Service. Respawn's handling of personal information is described in our Privacy Policy.

7. Confidentiality

Each party may receive non-public information of the other party that is designated as confidential or that a reasonable person would understand to be confidential ("Confidential Information"). Each party will use the other's Confidential Information only to perform under these Terms, will protect it with at least reasonable care, and will not disclose it except to employees, contractors, and advisors who need to know it and are bound by obligations at least as protective as this Section. Confidential Information does not include information that is or becomes public through no fault of the receiving party, was rightfully known without restriction, is rightfully received from a third party, or is independently developed. A party may disclose Confidential Information to the extent required by law, with prompt notice to the other party where legally permitted. If the parties have executed a separate non-disclosure agreement, that agreement governs to the extent of any conflict with this Section.

8. Intellectual Property

Respawn and its licensors own all right, title, and interest in and to the Service, the Site, the underlying software, models, and technology, and all improvements and derivatives thereof, including feedback-derived improvements. Customer grants Respawn a non-exclusive license to use suggestions and feedback to improve the Service without restriction or obligation. No rights are granted to Customer except as expressly set out in these Terms.

9. Warranties and Disclaimers

Respawn warrants that it will provide the Service in a professional and workmanlike manner materially consistent with the applicable Order Form. EXCEPT AS EXPRESSLY STATED IN THESE TERMS, THE SERVICE AND SITE ARE PROVIDED "AS IS" AND RESPAWN DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. THE SERVICE IDENTIFIES AND HELPS REMEDIATE RESILIENCE RISKS; IT DOES NOT GUARANTEE THAT CUSTOMER'S SYSTEMS WILL BE FREE OF DOWNTIME, DATA LOSS, OR RECOVERY FAILURES, THAT ALL RISKS WILL BE IDENTIFIED, OR THAT CUSTOMER WILL SATISFY ANY PARTICULAR REGULATORY, AUDIT, OR INSURANCE REQUIREMENT. CUSTOMER REMAINS RESPONSIBLE FOR ITS OWN ENVIRONMENTS, CHANGE MANAGEMENT, AND COMPLIANCE OBLIGATIONS, INCLUDING REVIEWING AND APPROVING REMEDIATIONS BEFORE IMPLEMENTATION.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY. EXCEPT FOR CUSTOMER'S PAYMENT OBLIGATIONS, A PARTY'S BREACH OF SECTION 7 (CONFIDENTIALITY), OR CUSTOMER'S BREACH OF SECTION 3 OR 4, EACH PARTY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS WILL NOT EXCEED THE AMOUNTS PAID OR PAYABLE BY CUSTOMER TO RESPAWN IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

11. Indemnification

Customer will defend and indemnify Respawn against third-party claims arising from (a) Customer Data, (b) Customer's breach of Section 3 (Customer Environment Authorization) or Section 4 (Acceptable Use), or (c) Customer's violation of applicable law. Respawn will defend and indemnify Customer against third-party claims alleging that the Service, as provided by Respawn and used in accordance with these Terms, infringes a third party's intellectual property rights; if such a claim arises, Respawn may modify the Service, procure the necessary rights, or terminate the affected Order Form and refund prepaid, unused fees. Each indemnity is conditioned on prompt notice, control of the defense by the indemnifying party, and reasonable cooperation.

12. Term, Termination, and Data Export

These Terms apply from the earlier of Customer's acceptance or first use of the Service and continue while any Order Form is in effect. Either party may terminate an Order Form for material breach if the breach is not cured within thirty (30) days of written notice, or immediately if the other party becomes insolvent. Upon termination or expiration, Customer's access to the Service ends, and upon request made within thirty (30) days, Respawn will make Customer Data available for export in a commonly used format. Thereafter, Respawn will delete Customer Data in accordance with its retention practices, except for copies in routine backups or as required by law, which remain protected under these Terms. Sections that by their nature should survive (including Sections 5–11 and 13–14) survive termination.

13. Governing Law and Disputes

These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles. The state and federal courts located in Delaware have exclusive jurisdiction over any dispute arising out of or relating to these Terms, and each party consents to personal jurisdiction and venue there. To the extent permitted by law, any claim must be filed within one (1) year after the claim arose.

14. General

These Terms, together with each Order Form and any documents expressly incorporated by reference, are the entire agreement between the parties regarding the Service and supersede all prior agreements on that subject, including any earlier terms of service published on the Site. Any terms in a Customer purchase order or similar document that conflict with or add to these Terms are rejected and of no effect. Neither party may assign these Terms without the other's consent, except to an affiliate or in connection with a merger, acquisition, or sale of substantially all assets. Neither party is liable for delay or failure caused by events beyond its reasonable control. Notices to Respawn must be sent to support@respawnit.com. We may update these Terms from time to time; material changes will be posted on this page with an updated "Last Updated" date, and continued use of the Service after the effective date of changes constitutes acceptance. If any provision is unenforceable, the remainder stays in effect. Failure to enforce a provision is not a waiver.

15. Contact

Immune Security Inc. (d/b/a Respawn) 2261 Market Street STE 69202 San Francisco, CA 94114 support@respawnit.com